As stated above, tool boxes and work stations are well known in the art. However, a work station that holds a tool box and a model airplane in a convenient, comfortable and easily accessible position is not known to the inventor. Such a work station is needed. The work station should also have an adjustable cradle and clamp that would easily and securely hold the fuselage of a model airplane in an upright, up-side-down, or perhaps sideways position while the user works on it, the user having both hands free. This cradle and clamp would preferably be mounted on the handle of the tool box so that the tool box could be removed from the work station. The tool box, along with the cradle and clamp holding a model airplane, thus provides another smaller work station which can be carried easily to any desired location, such as a table, the ground or any flat surface, and used there.